AgdaPkt 2018-05-21 Joint SA PFA - Laserfiche WebLink

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OAK #4843-3885-9090 v10 Exhibit F-67 ATTY/AGR/2018.094/STRADA DOCKTOWN DEVELOPMENT AGREEMENT REV: 05-03-18 PR Page 67 of 93 b. City shall have made all required findings and issued all required approvals, in its sole discretion, with regard to the vacation of the Maple Street Vacation Area, and shall have taken all actions necessary to accomplish the City Vacation Action. c. If required, Strada shall have delivered through Escrow a Non- Foreign Transferor Declaration duly executed and in the form provided by Escrow Agent. d. Strada shall have delivered through Escrow such other funds and documents as are necessary to comply with Strada’s obligations under this Agreement. e. Strada shall not be in default of any of its obligations under the terms of this Agreement, and all of Strada’s representations and warranties made as of the Effective Date shall continue to be true and correct as of the Close of Escrow. f. City shall have approved the condition of title to the Public Right-of- Way and Public Service Easement Area and Escrow Agent shall have committed to deliver to City a title insurance policy as required by Section 5 hereof. g. Strada shall have conducted an investigation of the Public Right-of- Way and Public Service Easement Area and shall have completed any and all remediation work due to the presence of any Hazardous Materials located on, in or under the Public Right-of-Way and Public Service Easement Area to the satisfaction of all applicable regulatory agencies, as provided in Section 10.1 below. The failure of any of the conditions set forth above, shall constitute a failure of a condition precedent to Closing, and in such event, City shall give Strada written notice of the failure of such condition. Strada shall have thirty (30) days from receipt of said notice to cure such failure. In the event that Strada does not cure such failure with said timeframe, City may elect to (i) waive such condition or (ii) terminate its obligations under this Agreement without further liability to Strada. City’s election to complete the exchange notwithstanding the failure of one or more conditions shall constitute a waiver of such condition(s) by City. 8.2. Strada’s Conditions Precedent to Closing. The obligation of Strada to complete the Exchange is subject to the satisfaction or waiver by Strada of all of the following conditions: a. No challenge, appeal, or referendum has been initiated related to any of the Existing Approvals within thirty-five (35) days after the City’s posting of a California Environmental Quality Act notice of determination related to the Existing Approvals, or, if challenge, appeal, or referendum has been filed, such challenge, appeal, or referendum has been finally resolved in a manner acceptable to Strada in its reasonable discretion. b. City shall have made all required findings and issued all required approvals, in its sole discretion, with regard to the vacation of the Maple Street Vacation Area, and shall have taken all actions necessary to accomplish the City Vacation Action. 6.4.B. - Page 92